CDP, the Extraordinary Shareholders’ Meeting approves some amendments to the articles of association

Cassa depositi e prestiti Spa (CDP) informs that the Extraordinary Shareholders’ Meeting has met today.

The Shareholders’ Meeting has approved some amendments to the articles of association intended to ensure the consistency of CDP’s articles of association with the provisions of the Prime Minister’s Order of 25 May 2012, which, in setting out the procedures for the disposal of Eni Spa’s holding in Snam Spa and designating CDP as the most appropriate entity to ensure a stable core of shareholders for Snam, specifies new governance arrangements designed to ensure the separation of the owner of natural gas production and supply activities from the owner and operator of gas transport activities. These arrangements also apply to the management of Terna SpA, applying – in general – to the management of the equity investments held by CDP in subsidiaries that operate key national energy infrastructure.

More specifically, the approved amendments regard the following areas:

• the policy-setting powers exercised by the Ministry for the Economy and Finance over the Separate Account of CDP (Art. 5, paragraphs 9 and 11, of Decree Law 269/2003): such powers may not be exercised in respect of the management of the equity investments held by CDP in subsidiaries that operate key national energy infrastructure and in their parent companies;
• the management of the aforesaid equity investments: the supplementary members of the Board for the administration of CDP’s Separate Account may not exercise any influence in this area;
• company officers: in order to ensure the independence between Eni and Snam, the directors, statutory auditors, the General Manager and the manager responsible for preparing the corporate financial reports of CDP may not hold any position in the administrative and control bodies or executive functions of Eni and its subsidiaries, nor may they maintain any professional or financial relationship with those companies.

Rome, 12 September 2012